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Don't sign a personal guarantee on a company loan, and your spouse shouldn't sign along with you

  • High value
  • Evidence A
  • Saves money
  • Free
  • Takes minutes
  • Some willpower

In plain words

If what you sign is a "joint and several liability guarantee," then when the company can't pay, the creditor can skip the company and ask you directly. A "general guarantee" means the company is sued first, and only what is still short after its property is sold falls to you. If your spouse signs along, both people's household property is put in, and the "limited" in a limited company no longer counts for you personally.

Cost

Free. When a bank, supplier or landlord asks you to sign a "shareholder's personal joint guarantee" or a "spouse's signature," stop and think first. Signing that page means giving up with your own hand the protection that "the company's debts do not come after the individual" (giving up limited liability). Don't sign if you can avoid it. If you must sign, sign only a "general guarantee" and state clearly the most you are guaranteeing. The hard part is that the other side often says "no signature, no loan," and you have to hold out.

What you get

The line in a guarantee means "if the debtor doesn't pay, you will." If it is written as a "joint and several liability guarantee," the creditor can skip the company and come to you directly. If it is written as a "general guarantee," the creditor must first sue the company or go to arbitration, then ask the court to force a sale of the company's property to pay the debt. Only what is still short after the sale falls to you. A debt that both spouses signed is a joint debt that both repay. If one spouse approved it afterward, it counts too. If the spouse signed, both people's household property is put in (nationwide, since 2021)

Notes

Banks lending to small and micro businesses almost always ask the shareholder to sign a personal joint guarantee. You can still take the loan, but before signing, find out what that page signs away, and keep the guaranteed amount within the "can afford to lose" number in §12.1 (start a business only with money you can afford to lose). For the general rules on IOUs and guarantees, see §8.18.

Evidence grade
A : Specific numbers from meta-analyses, large cohorts or randomized trials; for law and policy, the statute or official text.
Sources
  1. 全国人大 (2020). 民法典(第六百八十一、六百八十七、六百八十八、一千零六十四条). https://www.spp.gov.cn/spp/fl/202006/t20200602_463888.shtml

Translated from the Chinese original. Original book, section 12, tip 2. This section describes legal rules, mostly mainland China’s. It is general information, not legal advice; for your own case, talk to a lawyer. Content may be out of date and rules differ by place. When you actually deal with an agency, a doctor or a court, follow what local officials, doctors and lawyers tell you. Disclaimer